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FREEPORT-MCMORAN INC - Quarter Report: 2020 June (Form 10-Q)


United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
(Mark one)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2020
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from   to
Commission file number: 001-11307-01
fcx_logoa01a01a03a46.jpg
Freeport-McMoRan Inc.
(Exact name of registrant as specified in its charter)
Delaware
 
74-2480931
(State or other jurisdiction of
 
(I.R.S. Employer Identification No.)
incorporation or organization)
 
 
333 North Central Avenue

 
 

Phoenix
 
AZ
 
 
 
85004-2189
(Address of principal executive offices)
 
 
 
(Zip Code)
(602) 366-8100
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.10 per share
FCX
The New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes   No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
Accelerated filer
Non-accelerated filer  
Smaller reporting company
 
 
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   Yes  No 
On July 31, 2020, there were issued and outstanding 1,452,218,624 shares of the registrant’s common stock, par value $0.10 per share.



Freeport-McMoRan Inc.

TABLE OF CONTENTS

 
 
 
Page
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


2

Table of Contents             

Part I.
FINANCIAL INFORMATION

Item 1.
Financial Statements.

Freeport-McMoRan Inc.
CONSOLIDATED BALANCE SHEETS (Unaudited)

 
June 30,
2020
 
December 31,
2019
 
(In millions)
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
1,465

 
$
2,020

Trade accounts receivable
717

 
741

Income and other tax receivables
646

 
426

Inventories:
 
 
 
Materials and supplies, net
1,604

 
1,649

Mill and leach stockpiles
1,030

 
1,143

Product
1,176

 
1,281

Other current assets
517

 
655

Total current assets
7,155

 
7,915

Property, plant, equipment and mine development costs, net
29,936

 
29,584

Long-term mill and leach stockpiles
1,446

 
1,425

Other assets
1,693

 
1,885

Total assets
$
40,230

 
$
40,809

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable and accrued liabilities
$
2,471

 
$
2,576

Current portion of environmental and asset retirement obligations
298

 
436

Current portion of debt
90

 
5

Accrued income taxes
47

 
119

Dividends payable

 
73

Total current liabilities
2,906

 
3,209

Long-term debt, less current portion
9,824

 
9,821

Deferred income taxes
4,180

 
4,210

Environmental and asset retirement obligations, less current portion
3,767

 
3,630

Other liabilities
2,398

 
2,491

Total liabilities
23,075

 
23,361

 
 
 
 
Equity:
 
 
 
Stockholders’ equity:
 
 
 
Common stock
158

 
158

Capital in excess of par value
25,905

 
25,830

Accumulated deficit
(12,718
)
 
(12,280
)
Accumulated other comprehensive loss
(652
)
 
(676
)
Common stock held in treasury
(3,739
)
 
(3,734
)
Total stockholders’ equity
8,954

 
9,298

Noncontrolling interests
8,201

 
8,150

Total equity
17,155

 
17,448

Total liabilities and equity
$
40,230

 
$
40,809


The accompanying notes are an integral part of these consolidated financial statements.

3

Table of Contents             

Freeport-McMoRan Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
 
(In millions, except per share amounts)
Revenues
$
3,054

 
$
3,546

 
$
5,852

 
$
7,338

Cost of sales:
 
 
 
 
 
 
 
Production and delivery
2,394

 
3,005

 
4,939

 
5,929

Depreciation, depletion and amortization
358

 
352

 
699

 
699

Metals inventory adjustments
(139
)
 
2

 
83

 
59

Total cost of sales
2,613

 
3,359

 
5,721

 
6,687

Selling, general and administrative expenses
91

 
92

 
201

 
199

Mining exploration and research expenses
18

 
31

 
34

 
58

Environmental obligations and shutdown costs
11

 
23

 
37

 
65

Net loss (gain) on sales of assets

 
8

 
11

 
(25
)
Total costs and expenses
2,733

 
3,513

 
6,004

 
6,984

Operating income (loss)
321

 
33

 
(152
)
 
354

Interest expense, net
(115
)
 
(132
)
 
(242
)
 
(278
)
Net loss on early extinguishment of debt
(9
)
 

 
(41
)
 
(6
)
Other income, net
20

 
5

 
40

 
19

Income (loss) from continuing operations before income taxes and equity in affiliated companies’ net earnings
217

 
(94
)
 
(395
)
 
89

(Provision for) benefit from income taxes
(96
)
 
15

 
(36
)
 
(90
)
Equity in affiliated companies’ net earnings
3

 
5

 
6

 
2

Net income (loss) from continuing operations
124

 
(74
)
 
(425
)
 
1

Net gain from discontinued operations

 

 

 
1

Net income (loss)
124

 
(74
)
 
(425
)
 
2

Net (income) loss attributable to noncontrolling interests
(71
)
 
2

 
(13
)
 
(43
)
Net income (loss) attributable to common stockholders
$
53

 
$
(72
)
 
$
(438
)
 
$
(41
)
 
 
 
 
 
 
 
 
Basic and diluted net income (loss) per share attributable to common stockholders:
 
 
 
 
 
 
 
Continuing operations
$
0.03

 
$
(0.05
)
 
$
(0.30
)
 
$
(0.03
)
Discontinued operations

 

 

 

 
$
0.03

 
$
(0.05
)
 
$
(0.30
)
 
$
(0.03
)
 
 
 
 
 
 
 
 
Weighted-average common shares outstanding:
 
 
 
 
 
 
 
Basic
1,453

 
1,451

 
1,453

 
1,451

Diluted
1,458

 
1,451

 
1,453

 
1,451

 
 
 
 
 
 
 
 
Dividends declared per share of common stock
$

 
$
0.05

 
$

 
$
0.10

 
The accompanying notes are an integral part of these consolidated financial statements.


4

Table of Contents             

Freeport-McMoRan Inc.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)

 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
 
(In millions)
Net income (loss)
$
124

 
$
(74
)
 
$
(425
)
 
$
2

 
 
 
 
 
 
 
 
Other comprehensive income, net of taxes:
 
 
 
 
 
 
 
Defined benefit plans:
 
 
 
 
 
 
 
Amortization of unrecognized amounts included in net periodic benefit costs
12

 
13

 
24

 
24

Foreign exchange gains (losses)
4

 

 
(1
)
 

Other comprehensive income
16

 
13

 
23

 
24

 
 
 
 
 
 
 
 
Total comprehensive income (loss)
140

 
(61
)
 
(402
)
 
26

Total comprehensive (income) loss attributable to noncontrolling interests
(71
)
 
1

 
(12
)
 
(44
)
Total comprehensive income (loss) attributable to common stockholders
$
69

 
$
(60
)
 
$
(414
)
 
$
(18
)

The accompanying notes are an integral part of these consolidated financial statements.




5

Table of Contents             

Freeport-McMoRan Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
 
Six Months Ended
 
 
June 30,
 
 
2020
 
2019
 
 
(In millions)
 
Cash flow from operating activities:
 
 
 
 
Net (loss) income
$
(425
)
 
$
2

 
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
 
 
 
 
Depreciation, depletion and amortization
699

 
699

 
Metals inventory adjustments
83

 
59

 
Net loss (gain) on sales of assets
11

 
(25
)
 
Stock-based compensation
43

 
40

 
Net charges for environmental and asset retirement obligations, including accretion
112

 
109

 
Payments for environmental and asset retirement obligations
(119
)
 
(100
)
 
Net charges for defined pension and postretirement plans
45

 
53

 
Pension plan contributions
(29
)
 
(33
)
 
Net loss on early extinguishment of debt
41

 
6

 
Deferred income taxes
(28
)
 
20

 
PT Freeport Indonesia (PT-FI) surface water tax settlement

 
28

 
Charges for Cerro Verde royalty dispute
15

 
28

 
Payments for Cerro Verde royalty dispute
(90
)
 
(86
)
 
Other, net
(46
)
 
40

 
Changes in working capital and other:
 
 
 
 
Accounts receivable
83

 
256

 
Inventories
168

 
254

 
Other current assets
(4
)
 
(26
)
 
Accounts payable and accrued liabilities
(73
)
 
9

 
Accrued income taxes and timing of other tax payments
(33
)
 
(245
)
 
Net cash provided by operating activities
453

 
1,088

 
 
 
 
 
 
Cash flow from investing activities:
 
 
 
 
Capital expenditures:
 
 
 
 
North America copper mines
(332
)
 
(417
)
 
South America
(125
)
 
(108
)
 
Indonesia
(634
)
 
(658
)
 
Molybdenum mines
(11
)
 
(6
)
 
Other
(35
)
 
(62
)
 
Proceeds from sales of assets
116

 
94

 
Other, net
(5
)
 
(10
)
 
Net cash used in investing activities
(1,026
)
 
(1,167
)
 
 
 
 
 
 
Cash flow from financing activities:
 
 
 
 
Proceeds from debt
1,585

 
328

 
Repayments of debt
(1,527
)
 
(1,563
)
 
Cash dividends and distributions paid:
 
 
 
 
Common stock
(73
)
 
(146
)
 
Noncontrolling interests

 
(79
)
 
Contributions from noncontrolling interests
74

 
100

 
Stock-based awards net payments
(4
)
 
(6
)
 
Debt financing costs and other, net
(31
)
 
(4
)
 
Net cash provided by (used in) financing activities
24

 
(1,370
)
 
 
 
 
 
 
Net decrease in cash, cash equivalents, restricted cash and restricted cash equivalents
(549
)
 
(1,449
)
 
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of year
2,278

 
4,455

 
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period
$
1,729

 
$
3,006

 
 
The accompanying notes are an integral part of these consolidated financial statements.

6

Table of Contents             

Freeport-McMoRan Inc.
CONSOLIDATED STATEMENTS OF EQUITY (Unaudited)
THREE MONTHS ENDED JUNE 30
 
Stockholders’ Equity
 
 
 
 
 
Common Stock
 
 
 
Accum-ulated Deficit
 
Accumu-
lated
Other Compre-
hensive
Loss
 
Common Stock
Held in Treasury
 
Total
Stock-holders’ Equity
 
 
 
 
 
Number
of
Shares
 
At Par
Value
 
Capital in
Excess of
Par Value
 
 
 
Number
of
Shares
 
At
Cost
 
 
Non-
controlling
Interests
 
Total
Equity
 
 
 
 
 
 
 
 
 
 
 
(In millions)
Balance at March 31, 2020
1,583

 
$
158

 
$
25,875

 
$
(12,771
)
 
$
(668
)
 
131

 
$
(3,739
)
 
$
8,855

 
$
8,108

 
$
16,963

Stock-based compensation, including the tender of shares

 

 
9

 

 

 

 

 
9

 
1

 
10

Contributions from noncontrolling interests

 

 
21

 

 

 

 

 
21

 
21

 
42

Net income attributable to common stockholders

 

 

 
53

 

 

 

 
53

 

 
53

Net income attributable to noncontrolling interests

 

 

 

 

 

 

 

 
71

 
71

Other comprehensive income

 

 

 

 
16

 

 

 
16

 

 
16

Balance at June 30, 2020
1,583

 
$
158

 
$
25,905

 
$
(12,718
)
 
$
(652
)
 
131

 
$
(3,739
)
 
$
8,954

 
$
8,201

 
$
17,155

 
Stockholders’ Equity
 
 
 
 
 
Common Stock
 
 
 
Accum-ulated Deficit
 
Accumu-
lated
Other Compre-
hensive
Loss
 
Common Stock
Held in Treasury
 
Total
Stock-holders’ Equity
 
 
 
 
 
Number
of
Shares
 
At Par
Value
 
Capital in
Excess of
Par Value
 
 
 
Number
of
Shares
 
At
Cost
 
 
Non-
controlling
Interests
 
Total
Equity
 
 
 
 
 
 
 
 
 
 
 
(In millions)
Balance at March 31, 2019
1,582

 
$
158

 
$
25,963

 
$
(12,010
)
 
$
(594
)
 
131

 
$
(3,734
)
 
$
9,783

 
$
8,058

 
$
17,841

Stock-based compensation, including the tender of shares

 

 
10

 

 

 

 

 
10

 

 
10

Dividends

 

 
(73
)
 

 

 

 

 
(73
)
 

 
(73
)
Contributions from noncontrolling interests

 

 
49

 

 

 

 

 
49

 
51

 
100

Net loss attributable to common stockholders

 

 

 
(72
)
 

 

 

 
(72
)
 

 
(72
)
Net loss attributable to noncontrolling interests

 

 

 

 

 

 

 

 
(2
)
 
(2
)
Other comprehensive income

 

 

 

 
12

 

 

 
12

 
1

 
13

Balance at June 30, 2019
1,582

 
$
158

 
$
25,949

 
$
(12,082
)
 
$
(582
)
 
131

 
$
(3,734
)
 
$
9,709

 
$
8,108

 
$
17,817



The accompanying notes are an integral part of these consolidated financial statements.










7

Table of Contents             

Freeport-McMoRan Inc.
CONSOLIDATED STATEMENTS OF EQUITY (Unaudited)
SIX MONTHS ENDED JUNE 30
 
Stockholders’ Equity
 
 
 
 
 
Common Stock
 
 
 
Accum-ulated Deficit
 
Accumu-
lated
Other Compre-
hensive
Loss
 
Common Stock
Held in Treasury
 
Total
Stock-holders’ Equity
 
 
 
 
 
Number
of
Shares
 
At Par
Value
 
Capital in
Excess of
Par Value
 
 
 
Number
of
Shares
 
At
Cost
 
 
Non-
controlling
Interests
 
Total
Equity
 
 
 
 
 
 
 
 
 
 
 
(In millions)
Balance at December 31, 2019
1,582

 
$
158

 
$
25,830

 
$
(12,280
)
 
$
(676
)
 
131

 
$
(3,734
)
 
$
9,298

 
$
8,150

 
$
17,448

Exercised and issued stock-based awards
1

 

 
1

 

 

 

 

 
1

 

 
1

Stock-based compensation, including the tender of shares

 

 
38

 

 

 

 
(5
)
 
33

 
1

 
34

Contributions from noncontrolling interests

 

 
36

 

 

 

 

 
36

 
38

 
74

Net loss attributable to common stockholders

 

 

 
(438
)
 

 

 

 
(438
)
 

 
(438
)
Net income attributable to noncontrolling interests

 

 

 

 

 

 

 

 
13

 
13

Other comprehensive income (loss)

 

 

 

 
24

 

 

 
24

 
(1
)
 
23

Balance at June 30, 2020
1,583

 
$
158

 
$
25,905

 
$
(12,718
)
 
$
(652
)
 
131

 
$
(3,739
)
 
$
8,954

 
$
8,201

 
$
17,155


 
Stockholders’ Equity
 
 
 
 
 
Common Stock
 
 
 
Accum-ulated Deficit
 
Accumu-
lated
Other Compre-
hensive
Loss
 
Common Stock
Held in Treasury
 
Total
Stock-holders’ Equity
 
 
 
 
 
Number
of
Shares
 
At Par
Value
 
Capital in
Excess of
Par Value
 
 
 
Number
of
Shares
 
At
Cost
 
 
Non-
controlling
Interests
 
Total
Equity
 
 
 
 
 
 
 
 
 
 
 
(In millions)
Balance at December 31, 2018
1,579

 
$
158

 
$
26,013

 
$
(12,041
)
 
$
(605
)
 
130

 
$
(3,727
)
 
$
9,798

 
$
8,094

 
$
17,892

Exercised and issued stock-based awards
3

 

 
1

 

 

 

 

 
1

 

 
1

Stock-based compensation, including the tender of shares

 

 
33

 

 

 
1

 
(7
)
 
26

 

 
26

Dividends

 

 
(146
)
 

 

 

 

 
(146
)
 
(70
)
 
(216
)
Change in ownership interests

 

 
(1
)
 

 

 

 

 
(1
)
 
(11
)
 
(12
)
Contributions from noncontrolling interests

 

 
49

 

 

 

 

 
49

 
51

 
100

Net loss attributable to common stockholders

 

 

 
(41
)
 

 

 

 
(41
)
 

 
(41
)
Net income attributable to noncontrolling interests

 

 

 

 

 

 

 

 
43

 
43

Other comprehensive income

 

 

 

 
23

 

 

 
23

 
1

 
24

Balance at June 30, 2019
1,582

 
$
158

 
$
25,949

 
$
(12,082
)
 
$
(582
)
 
131

 
$
(3,734
)
 
$
9,709

 
$
8,108

 
$
17,817


The accompanying notes are an integral part of these consolidated financial statements.


8

Table of Contents             

Freeport-McMoRan Inc.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE 1. GENERAL INFORMATION

The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all information and disclosures required by generally accepted accounting principles (GAAP) in the United States (U.S.). Therefore, this information should be read in conjunction with Freeport-McMoRan Inc.’s (FCX) consolidated financial statements and notes contained in its annual report on Form 10-K for the year ended December 31, 2019 (2019 Form 10-K). The information furnished herein reflects all adjustments that are, in the opinion of management, necessary for a fair statement of the results for the interim periods reported. All such adjustments are, in the opinion of management, of a normal recurring nature. Operating results for the six-month period ended June 30, 2020, are not necessarily indicative of the results that may be expected for the year ending December 31, 2020.

Operations Update. In April 2020, FCX announced revised operating plans in response to the global COVID-19 pandemic and resulting negative impact on the global economy. FCX proactively implemented operating protocols at each of its operating sites to contain and mitigate the risk of spread of COVID-19. FCX also continues to work closely with communities where it operates across the globe and has provided monetary support and in-kind contributions of medical supplies, equipment and food.

FCX achieved significant progress at Cerro Verde during second-quarter 2020 to restore operations following COVID-19 restrictions imposed by the Peruvian government in March 2020. Strict health protocols have been implemented and a plan for Cerro Verde to restore operations was approved by the Peruvian government in second-quarter 2020. FCX is currently assessing options and future timing of restart of the Chino mine in New Mexico, which will take into account public health and market conditions.

During second-quarter 2020, FCX implemented a series of actions to reduce administrative and centralized support costs in conjunction with its April 2020 revised operating plans. Cost savings initiatives included a temporary reduction in certain employee benefits, the initiation of furloughs and an employee separation program, and reductions in third party service costs, facilities costs, travel and other expenses.

FCX recognized charges totaling $196 million in second-quarter 2020 and $224 million for the first six months of 2020 associated with the COVID-19 pandemic and revised operating plans, including employee separation charges. These charges, none of which were capitalized into inventory, were recorded to production and delivery ($153 million in second-quarter 2020 and $173 million for the first six months of 2020); depreciation, depletion and amortization ($21 million in second-quarter 2020 and $29 million for the first six months of 2020); selling, general and administrative ($15 million for each of the second quarter and first six months of 2020) and mining exploration and research expense ($7 million for each of the second quarter and first six months of 2020).



9

Table of Contents             

NOTE 2. EARNINGS PER SHARE

FCX calculates its basic net income (loss) per share of common stock under the two-class method and calculates its diluted net income (loss) per share of common stock using the more dilutive of the two-class method or the treasury-stock method. Basic net income (loss) per share of common stock was computed by dividing net income (loss) attributable to common stockholders (after deducting accumulated dividends and undistributed earnings to participating securities) by the weighted-average shares of common stock outstanding during the period. Diluted net income (loss) per share of common stock was calculated by including the basic weighted-average shares of common stock outstanding adjusted for the effects of all potential dilutive shares of common stock, unless their effect would be anti-dilutive.

Reconciliations of net income (loss) and weighted-average shares of common stock outstanding for purposes of calculating basic and diluted net income (loss) per share follow (in millions, except per share amounts):
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
 
June 30,
 
 
2020
 
2019
 
2020
 
2019
 
Net income (loss) from continuing operations
$
124

 
$
(74
)
 
$
(425
)
 
$
1

 
Net (income) loss from continuing operations attributable to noncontrolling interests
(71
)
 
2

 
(13
)
 
(43
)
 
Undistributed earnings allocated to participating securities
(3
)
 
(3
)
 
(3
)
 
(3
)
 
Net income (loss) from continuing operations attributable to common stockholders
50

 
(75
)
 
(441
)
 
(45
)
 
 
 
 
 
 
 
 
 
 
Net income from discontinued operations attributable to common stockholders

 

 

 
1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) attributable to common stockholders
$
50

 
$
(75
)
 
$
(441
)
 
$
(44
)
 
 
 
 
 
 
 
 
 
 
Basic weighted-average shares of common stock outstanding
1,453

 
1,451

 
1,453

 
1,451

 
Add shares issuable upon exercise or vesting of dilutive stock options and restricted stock units (RSUs)
5

 

a 

a 

a 
Diluted weighted-average shares of common stock outstanding
1,458

 
1,451

 
1,453

 
1,451

 
 
 
 
 
 
 
 
 
 
Basic and diluted net income (loss) per share attributable to common stockholders:
 
 
 
 
 
 
 
 
Continuing operations
$
0.03

 
$
(0.05
)
 
$
(0.30
)
 
$
(0.03
)
 
Discontinued operations

 

 

 

 
 
$
0.03

 
$
(0.05
)
 
$
(0.30
)
 
$
(0.03
)
 

a.
Excludes approximately 10 million shares in second-quarter 2019, 10 million shares for the first six months of 2020 and 12 million shares for the first six months of 2019 associated with outstanding stock options with exercise prices less than the average market price of FCX’s common stock and RSUs that were anti-dilutive.

Outstanding stock options with exercise prices greater than the average market price of FCX’s common stock during the period are excluded from the computation of diluted net income (loss) per share of common stock. Stock options for 38 million shares of common stock in second-quarter 2020, 43 million shares of common stock in second-quarter 2019, 39 million shares of common stock for first six months of 2020 and 41 million shares of common stock for the first six months of 2019 were excluded.


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NOTE 3. INVENTORIES, INCLUDING LONG-TERM MILL AND LEACH STOCKPILES

The components of inventories follow (in millions):
 
June 30,
2020
 
December 31, 2019
 
Current inventories:
 
 
 
 
Total materials and supplies, neta
$
1,604

 
$
1,649

 
 
 
 
 
 
Mill stockpiles
$
166

 
$
220

 
Leach stockpiles
864

 
923

 
Total current mill and leach stockpiles
$
1,030

 
$
1,143

 
 
 
 
 
 
Raw materials (primarily concentrate)
$
287

 
$
318

 
Work-in-process
110

 
124

 
Finished goods
779

 
839

 
Total product
$
1,176

 
$
1,281

 
 
 
 
 
 
Long-term inventories:
 
 
 
 
Mill stockpiles
$
207

 
$
181

 
Leach stockpiles
1,239

 
1,244

 
Total long-term mill and leach stockpilesb
$
1,446

 
$
1,425

 

a.
Materials and supplies inventory was net of obsolescence reserves totaling $31 million at June 30, 2020, and $24 million at December 31, 2019.
b.
Estimated metals in stockpiles not expected to be recovered within the next 12 months.

During second-quarter 2020, FCX recorded net favorable adjustments to increase long-term metals inventory carrying values by $139 million, including an increase to long-term copper inventories ($144 million), primarily related to the reversal of net realizable value adjustments recorded on long-term copper inventories in first-quarter 2020 because of higher copper market prices at June 30, 2020, and a decrease to long-term molybdenum inventories ($5 million) because of lower molybdenum market prices at June 30, 2020. Net realizable value inventory adjustments to decrease metals inventory carrying values totaled $83 million for the first six months of 2020 associated with lower market prices for copper ($61 million) and molybdenum ($22 million). Net realizable value inventory adjustments to decrease metals inventory carrying values totaled $2 million in second-quarter 2019 and $59 million for the first six months of 2019, primarily for cobalt inventories because of lower cobalt market prices (refer to Note 9 for metals inventory adjustments by business segment).

NOTE 4. INCOME TAXES

Geographic sources of FCX’s benefit from (provision for) income taxes follow (in millions):
 
Six Months Ended
 
 
June 30,
 
 
2020
 
2019
 
U.S. operations
$
58

a 
$
20

b 
International operations
(94
)
 
(110
)
 
Total
$
(36
)
 
$
(90
)
 

a.
Includes a tax credit of $53 million associated with the reversal of a year-end 2019 tax charge related to the sale of FCX’s interest in the lower zone of the Timok exploration project in Serbia.
b.
Includes a tax credit of $18 million primarily associated with state law changes.
FCX’s consolidated effective income tax rate was (9) percent for the first six months of 2020 and 101 percent for the first six months of 2019. Because FCX's U.S. jurisdiction generated net losses in the first six months of 2020 and 2019 that will not result in a realized tax benefit, applicable accounting rules require FCX to adjust its estimated annual effective tax rate to exclude the impact of U.S. net losses. Variations in the relative proportions of jurisdictional income result in fluctuations to FCX’s consolidated effective income tax rate.

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In connection with the negative impacts of the COVID-19 pandemic on the global economy, governments throughout the world are announcing measures that are intended to provide tax and other financial relief. Such measures include the Coronavirus Aid, Relief, and Economic Security Act (CARES Act), signed into law by President Trump on March 27, 2020. None of these measures, including the CARES Act, resulted in material impacts to FCX’s provision for income taxes for the six months ended June 30, 2020. Some of these measures will provide FCX with the opportunity to accelerate the timing of cash collections, primarily those associated with the U.S. alternative minimum tax credit refunds. FCX collected $221 million of U.S. alternative minimum tax credit refunds in July 2020, and expects to collect the outstanding balance ($47 million) within the next 12 months. FCX continues to evaluate income tax accounting considerations of additional measures as they develop, including any impact on its measurement of existing deferred tax assets and deferred tax liabilities. FCX will recognize any impact from COVID-19 related changes to tax laws in the period in which the new legislation is enacted.

NOTE 5. DEBT AND EQUITY

The components of debt follow (in millions):
 
 
June 30,
2020
 
December 31, 2019
Senior notes and debentures:
 
 
 
 
Issued by FCX
 
$
8,621

 
$
8,602

Issued by Freeport Minerals Corporation (FMC)
 
357

 
357

Cerro Verde credit facility
 
827

 
826

Other
 
109

 
41

Total debt
 
9,914

 
9,826

Less current portion of debt
 
(90
)
 
(5
)
Long-term debt
 
$
9,824

 
$
9,821



Revolving Credit Facility. At June 30, 2020, FCX had no borrowings outstanding and $13 million in letters of credit issued under its revolving credit facility, resulting in availability of approximately $3.5 billion, of which approximately $1.5 billion could be used for additional letters of credit. Availability under FCX’s revolving credit facility consists of $3.28 billion maturing April 2024 and $220 million maturing April 2023.

In June 2020, FCX, PT-FI and Freeport-McMoRan Oil & Gas LLC (FM O&G LLC) amended the $3.5 billion unsecured revolving credit facility. The key changes under the amendment include (i) a suspension of the total leverage ratio through June 30, 2021, followed by a limit of 5.25x beginning with the quarter ending September 30, 2021, and stepping down to 3.75x beginning January 1, 2022; and (ii) a reduction in the interest expense coverage ratio to a minimum of 2.00x through December 31, 2021, reverting to 2.25x beginning January 1, 2022. FCX also agreed to a minimum liquidity covenant of $1 billion (consisting of consolidated unrestricted cash and availability under the revolving credit facility) applicable to each quarter through June 30, 2021, and additional restrictions on priority debt and liens, and the payment of common stock dividends through December 31, 2021. FCX retained the option to revert to the previous covenant requirements if it is determined additional flexibility is no longer needed. At June 30, 2020, FCX was in compliance with its revolving credit facility covenants.

Senior Notes.  On March 4, 2020, FCX completed the sale of $700 million of 4.125% Senior Notes due 2028 and $600 million of 4.25% Senior Notes due 2030 for proceeds, net of underwriting fees, totaling $1.29 billion. Interest on these senior notes is payable semiannually on March 1 and September 1 of each year. These senior notes rank equally with FCX’s other existing and future unsecured and unsubordinated indebtedness. FCX used a portion of the net proceeds from this offering to purchase a portion of its 4.00% Senior Notes due 2021 and its 3.55% Senior Notes due 2022 and the payment of accrued and unpaid interest, premiums, fees and expenses in connection with these transactions. On April 3, 2020, FCX used the remaining net proceeds to fund the make-whole redemption of all of its remaining 4.00% Senior Notes due 2021 and the payment of accrued and unpaid interest, premiums, fees and expenses in connection with the transaction.

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As a result of these transactions, FCX recorded a loss on early extinguishment of debt of $9 million in second-quarter 2020 and $41 million for the six months ended June 30, 2020.

On July 27, 2020, FCX completed the sale of $650 million of 4.375% Senior Notes due 2028 and $850 million of 4.625% Senior Notes due 2030 for proceeds, net of underwriting fees, totaling $1.49 billion. Interest on these senior notes is payable semiannually on February 1 and August 1 of each year. These senior notes rank equally with FCX’s other existing and future unsecured and unsubordinated indebtedness. FCX used $1.3 billion of the net proceeds from this offering to purchase a portion of its 3.55% Senior Notes due 2022, 3.875% Senior Notes due 2023 and 4.55% Senior Notes due 2024, in connection with the early settlement of its previously announced tender offers, and the payment of accrued and unpaid interest, premiums, fees and expenses in connection with these transactions. Depending on the final tender results, FCX may use all or a portion of the remaining net proceeds from this offering to purchase more of certain existing senior notes in the tender offers and expects the final settlement of the tender offers, if any, to occur on August 11, 2020. Any net proceeds not used for the tender offers will be used for general corporate purposes, which may include repurchases or redemptions of FCX’s notes. FCX expects to record a loss on early extinguishment of debt of approximately $60 million in third-quarter 2020 related to the early settlement of the tender offers.

Interest Expense, Net. Consolidated interest costs (before capitalization) totaled $159 million in second-quarter 2020, $167 million in second-quarter 2019, $330 million for the first six months of 2020 and $345 million for the first six months of 2019. Capitalized interest added to property, plant, equipment and mine development costs, net, totaled $44 million in second-quarter 2020, $35 million in second-quarter 2019, $88 million for the first six months of 2020 and $67 million for the first six months of 2019.

Common Stock.  In March 2020, in response to the COVID-19 pandemic and resulting global economic uncertainties, the FCX Board of Directors (the Board) suspended FCX’s quarterly cash dividend of $0.05 per share previously planned for May 1, 2020. Under current market and economic conditions, the Board does not expect to declare common stock dividends during 2020. The declaration and payment of future dividends is at the discretion of the Board and will be assessed on an ongoing basis, taking into account FCX’s financial results, cash requirements, future prospects, global economic conditions and other factors deemed relevant by the Board. As noted above, in accordance with the June 2020 amendment to the revolving credit facility, FCX is restricted from declaring or paying common stock dividends through December 31, 2021, unless FCX, at its option, reverts to the previous covenant requirements which would also eliminate the restriction on the declaration or payment of common stock dividends.

NOTE 6. FINANCIAL INSTRUMENTS

FCX does not purchase, hold or sell derivative financial instruments unless there is an existing asset or obligation, or it anticipates a future activity that is likely to occur and will result in exposure to market risks, which FCX intends to offset or mitigate. FCX does not enter into any derivative financial instruments for speculative purposes, but has entered into derivative financial instruments in limited instances to achieve specific objectives. These objectives principally relate to managing risks associated with commodity price changes, foreign currency exchange rates and interest rates.

Commodity Contracts.  From time to time, FCX has entered into derivative contracts to hedge the market risk associated with fluctuations in the prices of commodities it purchases and sells. Derivative financial instruments used by FCX to manage its risks do not contain credit risk-related contingent provisions.

In April 2020, FCX entered into forward sales contracts for 150 million pounds of copper for settlement in May and June of 2020. The forward sales provided for fixed pricing of $2.34 per pound of copper on approximately 60 percent of North America's sales volumes for May and June 2020. These contracts resulted in hedging losses totaling $24 million in second-quarter 2020 and for the six months ended June 30, 2020. There were no remaining forward sales contracts as of June 30, 2020.

A discussion of FCX’s other derivative contracts and programs follow.

Derivatives Designated as Hedging Instruments – Fair Value Hedges
Copper Futures and Swap Contracts. Some of FCX’s U.S. copper rod customers request a fixed market price instead of the Commodity Exchange Inc. (COMEX) average copper price in the month of shipment. FCX hedges this price exposure in a manner that allows it to receive the COMEX average price in the month of shipment while

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the customers pay the fixed price they requested. FCX accomplishes this by entering into copper futures or swap contracts. Hedging gains or losses from these copper futures and swap contracts are recorded in revenues. FCX did not have any significant gains or losses resulting from hedge ineffectiveness during the six-month periods ended June 30, 2020 and 2019. At June 30, 2020, FCX held copper futures and swap contracts that qualified for hedge accounting for 54 million pounds at an average contract price of $2.50 per pound, with maturities through December 2021.

A summary of gains (losses) recognized in revenues for derivative financial instruments related to commodity contracts that are designated and qualify as fair value hedge transactions, including the unrealized gains (losses) on the related hedged item follows (in millions):
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
Copper futures and swap contracts:
 
 
 
 
 
 
 
Unrealized gains (losses):
 
 
 
 
 
 
 
Derivative financial instruments
$
40

 
$
(13
)
 
$
7

 
$
5

Hedged item – firm sales commitments
(40
)
 
13

 
(7
)
 
(5
)
 
 
 
 
 
 
 
 
Realized losses:
 
 
 
 
 
 
 
Matured derivative financial instruments
(8
)
 
(3
)
 
(17
)
 
(1
)


Derivatives Not Designated as Hedging Instruments
Embedded Derivatives. Certain FCX concentrate, copper cathode and gold sales contracts provide for provisional pricing primarily based on the London Metal Exchange (LME) copper price or the COMEX copper price and the London Bullion Market Association (LBMA) gold price at the time of shipment as specified in the contract. FCX receives market prices based on prices in the specified future month, which results in price fluctuations recorded in revenues until the date of settlement. FCX records revenues and invoices customers at the time of shipment based on then-current LME or COMEX copper prices and the LBMA gold prices as specified in the contracts, which results in an embedded derivative (i.e., a pricing mechanism that is finalized after the time of delivery) that is required to be bifurcated from the host contract. The host contract is the sale of the metals contained in the concentrate or cathode at the then-current LME or COMEX copper price, and the LBMA gold price. FCX applies the normal purchases and normal sales scope exception in accordance with derivatives and hedge accounting guidance to the host contract in its concentrate or cathode sales agreements since these contracts do not allow for net settlement and always result in physical delivery. The embedded derivative does not qualify for hedge accounting and is adjusted to fair value through earnings each period, using the period-end LME or COMEX copper forward prices and the adjusted LBMA gold prices, until the date of final pricing. Similarly, FCX purchases copper under contracts that provide for provisional pricing. Mark-to-market price fluctuations from these embedded derivatives are recorded through the settlement date and are reflected in revenues for sales contracts and in inventory for purchase contracts.

A summary of FCX’s embedded derivatives at June 30, 2020, follows:
 
Open Positions
 
Average Price
Per Unit
 
Maturities Through
 
 
Contract
 
Market
 
Embedded derivatives in provisional sales contracts:
 
 
 
 
 
 
 
Copper (millions of pounds)
314

 
$
2.50

 
$
2.73

 
November 2020
Gold (thousands of ounces)
87

 
1,725

 
1,779

 
August 2020
Embedded derivatives in provisional purchase contracts:
 
 
 
 
 
 
 
Copper (millions of pounds)
116

 
2.48

 
2.73

 
September 2020


Copper Forward Contracts. Atlantic Copper, FCX’s wholly owned smelting and refining unit in Spain, enters into copper forward contracts designed to hedge its copper price risk whenever its physical purchases and sales pricing periods do not match. These economic hedge transactions are intended to hedge against changes in copper prices, with the mark-to-market hedging gains or losses recorded in cost of sales. At June 30, 2020, Atlantic Copper held net copper forward purchase contracts for 16 million pounds at an average contract price of $2.62 per pound, with maturities through August 2020.


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Table of Contents             

Summary of Gains (Losses). A summary of the realized and unrealized gains (losses) recognized in operating income for commodity contracts that do not qualify as hedge transactions, including embedded derivatives, follows (in millions):
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
Embedded derivatives in provisional sales contracts:a
 
 
 
 
 
 
 
Copper
$
162

 
$
(122
)
 
$
(76
)
 
$

Gold and other metals
17

 
13

 
24

 
11

Copper forward contractsb
(4
)
 
(4
)
 
19

 
(3
)
a.
Amounts recorded in revenues. 
b.
Amounts recorded in cost of sales as production and delivery costs.

Unsettled Derivative Financial Instruments
A summary of the fair values of unsettled commodity derivative financial instruments follows (in millions):
 
 
June 30,
2020
 
December 31, 2019
Commodity Derivative Assets:
 
 
 
 
Derivatives designated as hedging instruments:
 
 
 
 
Copper futures and swap contracts
 
$
17

 
$
6

Derivatives not designated as hedging instruments:
 
 
 
 
Embedded derivatives in provisional
 
 
 
 
sales/purchase contracts
 
77

 
68

Total derivative assets
 
$
94

 
$
74

 
 
 
 
 
Commodity Derivative Liabilities:
 
 
 
 
Derivatives designated as hedging instruments:
 
 
 
 
Copper futures and swap contracts
 
$
6

 
$

Derivatives not designated as hedging instruments:
 
 
 
 
Embedded derivatives in provisional
 
 
 
 
sales/purchase contracts
 
28

 
20

Copper forward contracts
 

 
1

Total derivative liabilities
 
$
34

 
$
21




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FCX’s commodity contracts have netting arrangements with counterparties with which the right of offset exists, and it is FCX’s policy to generally offset balances by contract on its balance sheet. FCX’s embedded derivatives on provisional sales/purchase contracts are netted with the corresponding outstanding receivable/payable balances.
A summary of these unsettled commodity contracts that are offset in the balance sheets follows (in millions):
 
 
Assets
 
Liabilities
 
 
June 30,
2020
 
December 31, 2019
 
June 30,
2020
 
December 31, 2019
 
 
 
 
 
 
 
 
 
Gross amounts recognized:
 
 
 
 
 
 
 
 
Embedded derivatives in provisional
 
 
 
 
 
 
 
 
sales/purchase contracts
 
$
77

 
$
68

 
$
28

 
$
20

Copper derivatives
 
17

 
6

 
6

 
1

 
 
94

 
74

 
34

 
21

 
 
 
 
 
 
 
 
 
Less gross amounts of offset:
 
 
 
 
 
 
 
 
Copper derivatives
 
4

 

 
4

 

 
 
4

 

 
4

 

 
 
 
 
 
 
 
 
 
Net amounts presented in balance sheet:
 
 
 
 
 
 
 
 
Embedded derivatives in provisional
 
 
 
 
 
 
 
 
sales/purchase contracts
 
77

 
68

 
28

 
20

Copper derivatives
 
13

 
6

 
2

 
1

 
 
$
90

 
$
74

 
$
30

 
$
21

 
 
 
 
 
 
 
 
 
Balance sheet classification:
 
 
 
 
 
 
 
 
Trade accounts receivable
 
$
76

 
$
66

 
$
2

 
$

Other current assets
 
13

 
6

 

 

Accounts payable and accrued liabilities
 
1

 
2

 
28

 
21

 
 
$
90

 
$
74

 
$
30

 
$
21



Credit Risk.  FCX is exposed to credit loss when financial institutions with which it has entered into derivative transactions (commodity, foreign exchange and interest rate swaps) are unable to pay. To minimize the risk of such losses, FCX uses counterparties that meet certain credit requirements and periodically reviews the creditworthiness of these counterparties. FCX does not anticipate that any of the counterparties it deals with will default on their obligations. As of June 30, 2020, the maximum amount of credit exposure associated with derivative transactions was $88 million.

Other Financial Instruments.  Other financial instruments include cash and cash equivalents, restricted cash, restricted cash equivalents, accounts receivable, investment securities, legally restricted funds, accounts payable and accrued liabilities, dividends payable and long-term debt. The carrying value for cash and cash equivalents (which included time deposits of $0.3 billion at June 30, 2020, and $1.3 billion at December 31, 2019), restricted cash, restricted cash equivalents, accounts receivable, accounts payable and accrued liabilities, and dividends payable approximates fair value because of their short-term nature and generally negligible credit losses (refer to Note 7 for the fair values of investment securities, legally restricted funds and long-term debt).

In addition, as of June 30, 2020, FCX has contingent consideration assets related to the sales of certain oil and gas properties (refer to Note 7 for the related fair values).

Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents. The following table provides a reconciliation of total cash, cash equivalents, restricted cash and restricted cash equivalents presented in the consolidated statements of cash flows (in millions):
 
 
June 30,
2020
 
December 31, 2019
Balance sheet components:
 
 
 
 
Cash and cash equivalents
 
$
1,465

 
$
2,020

Restricted cash and restricted cash equivalents included in:
 
 
 
 
Other current assets
 
132

 
100

Other assets
 
132

 
158

Total cash, cash equivalents, restricted cash and restricted cash equivalents presented in the consolidated statements of cash flows
 
$
1,729

 
$
2,278



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Table of Contents             

NOTE 7. FAIR VALUE MEASUREMENT

Fair value accounting guidance includes a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). FCX did not have any significant transfers in or out of Level 3 during second-quarter 2020.

FCX’s financial instruments are recorded on the consolidated balance sheets at fair value except for contingent consideration associated with the sale of the Deepwater Gulf of Mexico (GOM) oil and gas properties (which was recorded under the loss recovery approach) and debt. A summary of the carrying amount and fair value of FCX’s financial instruments (including those measured at net asset value (NAV) as a practical expedient), other than cash and cash equivalents, restricted cash, restricted cash equivalents, accounts receivable, accounts payable and accrued liabilities, and dividends payable (refer to Note 6) follows (in millions):
 
At June 30, 2020
 
Carrying
 
Fair Value
 
Amount
 
Total
 
NAV
 
Level 1
 
Level 2
 
Level 3
Assets
 
 
 
 
 
 
 
 
 
 
 
Investment securities:a,b
 
 
 
 
 
 
 
 
 
 
 
U.S. core fixed income fund
$
29

 
$
29

 
$
29

 
$

 
$

 
$

Equity securities
5

 
5

 

 
5

 

 

Total
34

 
34

 
29

 
5

 

 

 
 
 
 
 
 
 
 
 
 
 
 
Legally restricted funds:a
 
 
 
 
 
 
 
 
 
 
 
U.S. core fixed income fund
63

 
63

 
63

 

 

 

Corporate bonds
45

 
45

 

 

 
45

 

Government mortgage-backed securities
40

 
40

 

 

 
40

 

Government bonds and notes
32

 
32

 

 

 
32

 

Asset-backed securities
14

 
14

 

 

 
14

 

Money market funds
9

 
9

 

 
9

 

 

Collateralized mortgage-backed securities
4

 
4

 

 

 
4

 

Municipal bonds
1

 
1

 

 

 
1

 

Total
208

 
208

 
63

 
9

 
136

 

 
 
 
 
 
 
 
 
 
 
 
 
Derivatives:
 
 
 
 
 
 
 
 
 
 
 
Embedded derivatives in provisional sales/purchase contracts in a gross asset positionc
77

 
77

 

 

 
77

 

Copper futures and swap contractsc
13

 
13

 

 
11

 
2

 

Copper forward contractsc
4

 
4

 

 
2

 
2

 

       Total
94

 
94

 

 
13

 
81

 

 
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration for the sale of the
 
 
 
 
 
 
 
 
 
 
 
Deepwater GOM oil and gas propertiesa
115

 
78

 

 

 

 
78

 
 
 
 
 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
 
 
 
 
 
 
Derivatives:c
 
 
 
 
 
 
 
 
 
 
 
Embedded derivatives in provisional sales/purchase contracts in a gross liability position
28

 
28

 

 

 
28

 

Copper forward contracts
6

 
6

 

 
2

 
4

 

Total
34

 
34

 

 
2

 
32

 

 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt, including current portiond
9,914

 
10,013

 

 

 
10,013

 

 
 
 
 
 
 
 
 
 
 
 
 



17

Table of Contents             

 
At December 31, 2019
 
Carrying
 
Fair Value
 
Amount
 
Total
 
NAV
 
Level 1
 
Level 2
 
Level 3
Assets
 
 
 
 
 
 
 
 
 
 
 
Investment securities:a,b
 
 
 
 
 
 
 
 
 
 
 
U.S. core fixed income fund
$
27

 
$
27

 
$
27

 
$

 
$

 
$

Equity securities
4

 
4

 

 
4

 

 

Total
31

 
31

 
27

 
4

 

 

 
 
 
 
 
 
 
 
 
 
 
 
Legally restricted funds:a
 
 
 
 
 
 
 
 
 
 
 
U.S. core fixed income fund
59

 
59

 
59

 

 

 

Government mortgage-backed securities
43

 
43

 

 

 
43

 

Government bonds and notes
36

 
36

 

 

 
36

 

Corporate bonds
33

 
33

 

 

 
33

 

Asset-backed securities
14

 
14

 

 

 
14

 

Collateralized mortgage-backed securities
7

 
7

 

 

 
7

 

Money market funds
3

 
3

 

 
3

 

 

Municipal bonds
1

 
1

 

 

 
1

 

Total
196

 
196

 
59

 
3

 
134

 

 
 
 
 
 
 
 
 
 
 
 
 
Derivatives:
 
 
 
 
 
 
 
 
 
 
 
Embedded derivatives in provisional sales/purchase contracts in a gross asset positionc
68

 
68

 

 

 
68

 

Copper futures and swap contractsc
6

 
6

 

 
5

 
1

 

Contingent consideration for the sale of onshore
 
 
 
 
 
 
 
 
 
 
 
   California oil and gas propertiesa
11

 
11

 

 

 
11

 

Total
85

 
85

 

 
5

 
80

 

 
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration for the sale of the
 
 
 
 
 
 
 
 
 
 
 
   Deepwater GOM oil and gas propertiesa
122

 
108

 

 

 

 
108

 
 
 
 
 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
 
 
 
 
 
 
Derivatives:c
 
 
 
 
 
 
 
 
 
 
 
Embedded derivatives in provisional sales/purchase contracts in a gross liability position
20

 
20

 

 

 
20

 

Copper forward contracts
1

 
1

 

 

 
1

 

Total
21

 
21

 

 

 
21

 

 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt, including current portiond
9,826

 
10,239

 

 

 
10,239

 

 
 
 
 
 
 
 
 
 
 
 
 

a.
Current portion included in other current assets and long-term portion included in other assets.
b.
Excludes time deposits (which approximated fair value) included in (i) other current assets of $132 million at June 30, 2020, and $100 million at December 31, 2019, and (ii) other assets of $131 million at June 30, 2020, and $157 million at December 31, 2019, primarily associated with an assurance bond to support PT-FI’s commitment for the development of a new smelter in Indonesia and PT-FI’s closure and reclamation guarantees.
c.
Refer to Note 6 for further discussion and balance sheet classifications.
d.
Recorded at cost except for debt assumed in acquisitions, which are recorded at fair value at the respective acquisition dates.

Valuation Techniques. The U.S. core fixed income fund is valued at NAV. The fund strategy seeks total return consisting of income and capital appreciation primarily by investing in a broad range of investment-grade debt securities, including U.S. government obligations, corporate bonds, mortgage-backed securities, asset-backed securities and money market instruments. There are no restrictions on redemptions (which are usually within one business day of notice).

Equity securities are valued at the closing price reported on the active market on which the individual securities are traded and, as such, are classified within Level 1 of the fair value hierarchy.

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Fixed income securities (government securities, corporate bonds, asset-backed securities, collateralized mortgage-backed securities and municipal bonds) are valued using a bid-evaluation price or a mid-evaluation price. These evaluations are based on quoted prices, if available, or models that use observable inputs and, as such, are classified within Level 2 of the fair value hierarchy.

Money market funds are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets.

FCX’s embedded derivatives on provisional copper concentrate, copper cathode and gold purchases and sales are valued using quoted monthly LME or COMEX copper forward prices and the adjusted LBMA gold prices at each reporting date based on the month of maturity (refer to Note 6 for further discussion); however, FCX’s contracts themselves are not traded on an exchange. As a result, these derivatives are classified within Level 2 of the fair value hierarchy.

FCX’s derivative financial instruments for copper futures and swap contracts and copper forward contracts that are traded on the respective exchanges are classified within Level 1 of the fair value hierarchy because they are valued using quoted monthly COMEX or LME prices at each reporting date based on the month of maturity (refer to Note 6 for further discussion). Certain of these contracts are traded on the over-the-counter market and are classified within Level 2 of the fair value hierarchy based on COMEX and LME forward prices.

In 2016, FCX completed the sale of its onshore California oil and gas properties, which included contingent consideration of up to $150 million, consisting of $50 million per year for 2018, 2019 and 2020 if the price of Brent crude oil averages over $70 per barrel in each of these calendar years. Based on current and forecasted oil prices for the remainder of 2020, FCX has concluded the fair value of the last tranche of this contingent consideration derivative approximates zero at June 30, 2020. The fair value of the contingent consideration derivative was $11 million (included in other assets in the consolidated balance sheets) at December 31, 2019. Future changes in the fair value of this contingent consideration derivative will continue to be recorded in operating income. Also, contingent consideration of $50 million was realized in 2018 and collected in first-quarter 2019 (included in proceeds from sales of assets in the consolidated statements of cash flows) because the average Brent crude oil price exceeded $70 per barrel for 2018. Contingent consideration of $50 million was not realized in 2019 because the average Brent crude oil price did not exceed $70 per barrel for 2019. The fair value at December 31, 2019, was calculated based on average commodity price forecasts through the applicable maturity date using a Monte-Carlo simulation model. The model used various observable inputs, including Brent crude oil forward prices, volatilities and discount rates. As a result, this contingent consideration asset was classified within Level 2 of the fair value hierarchy.

In December 2016, FCX’s sale of its Deepwater GOM oil and gas properties included up to $150 million in contingent consideration that was recorded at the total amount under the loss recovery approach. The contingent consideration will be received over time as future cash flows are realized from a third-party production handling agreement for an offshore platform, with the related payments commencing in third-quarter 2018. The contingent consideration included in (i) other current assets totaled $12 million at June 30, 2020, and $18 million at December 31, 2019, and (ii) other assets totaled $103 million at June 30, 2020, and $104 million at December 31, 2019. The fair value of this contingent consideration was calculated based on a discounted cash flow model using inputs that include third-party estimates for reserves, production rates and production timing, and discount rates. Because significant inputs are not observable in the market, the contingent consideration is classified within Level 3 of the fair value hierarchy.

Long-term debt, including current portion, is primarily valued using available market quotes and, as such, is classified within Level 2 of the fair value hierarchy.

The techniques described above may produce a fair value that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while FCX believes its valuation techniques are appropriate and consistent with other market participants, the use of different techniques or assumptions to determine fair value of certain financial instruments could result in a different fair value measurement at the reporting date. There have been no changes in the techniques used at June 30, 2020, as compared with those techniques used at December 31, 2019.


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A summary of the changes in the fair value of FCX’s Level 3 instrument, contingent consideration for the sale of the Deepwater GOM oil and gas properties, during the first six months of 2020 follows (in millions):
Fair value at January 1, 2020
$
108

 
Net unrealized loss related to assets still held at the end of the period
(22
)
 
Settlements
(8
)
 
Fair value at June 30, 2020
$
78

 


NOTE 8. CONTINGENCIES AND COMMITMENTS

Litigation
There were no significant updates to previously reported legal proceedings included in Note 12 of FCX’s 2019 Form 10-K, other than the matters below, which were updated in Note 8 of FCX’s quarterly report on Form 10-Q for the quarter ended March 31, 2020.

Louisiana Parishes Coastal Erosion Cases. As previously disclosed, in September 2019, affiliates of FCX reached an agreement in principle to settle all 13 cases filed in Louisiana state courts by six south Louisiana parishes (Cameron, Jefferson, Plaquemines, St. Bernard, St. John the Baptist and Vermilion) and the parties that intervened in the litigation in support of the parishes’ claims, including the state of Louisiana, alleging that certain oil and gas exploration and production operations and sulphur mining and production operations of the FCX affiliates damaged coastal wetlands and caused significant land loss along the Louisiana coast.

The agreement in principle does not include any admission of liability by FCX or its affiliates. FCX recorded a charge in third-quarter 2019 for the initial payment of $15 million, which will be paid upon execution of the settlement agreement. The settlement agreement has been executed by the FCX affiliates and several of the Louisiana parishes. FCX expects the agreement to be executed by all parties; however, execution has been delayed by the ongoing COVID-19 pandemic. Upon execution of the settlement agreement by all parties, the FCX affiliates will be fully released and dismissed from all 13 pending cases.

Asbestos and Talc Claims. As previously disclosed, there has been a significant increase in the number of cases alleging the presence of asbestos contamination in talc-based personal care products and in cases alleging exposure to talc products that are not alleged to be contaminated with asbestos. The primary targets have been the producers of those products, but defendants in many of these cases also include talc miners. Cyprus Amax Minerals Company (CAMC), an indirect wholly owned subsidiary of FCX, and Cyprus Mines Corporation (Cyprus Mines), a wholly owned subsidiary of CAMC, are among those targets. Cyprus Mines was engaged in talc mining from 1964 until 1992 when it exited its talc business by conveying it to a third party in two related transactions. Those transactions involved (i) a transfer by Cyprus Mines of the assets of its talc business to a newly formed subsidiary that assumed all pre-sale and post-sale talc liabilities, subject to limited reservations, and (ii) a sale of the stock of that subsidiary to the third party. In 2011, the third party sold that subsidiary to Imerys Talc America (Imerys), an affiliate of Imerys S.A.

Cyprus Mines has contractual indemnification rights, subject to limited reservations, against Imerys, which has historically acknowledged those indemnification obligations, and had taken responsibility for all cases tendered to it. However, on February 13, 2019, Imerys filed for Chapter 11 bankruptcy protection, which triggered an immediate automatic stay under the federal bankruptcy code prohibiting any party from continuing or initiating litigation or asserting new claims against Imerys. As a result, Imerys is no longer defending the talc lawsuits against Cyprus Mines and CAMC. In addition, Imerys has taken the position that it alone owns, and has the sole right to access, the proceeds of the legacy insurance coverage of Cyprus Mines and CAMC for talc liabilities. In late March 2019, Cyprus Mines and CAMC challenged this position and obtained emergency relief from the bankruptcy court to gain access to the insurance until the question of ownership and contractual access can be decided in an adversary proceeding before the bankruptcy court, which was previously scheduled for March 2020, but has been put on hold.

During first-quarter 2019, in a case pending at the time Imerys filed bankruptcy, a California jury entered a $29 million verdict against Johnson & Johnson (J&J) and Cyprus Mines, of which approximately $2 million was attributed to Cyprus Mines. Taking advantage of the temporary access to the insurance authorized by the bankruptcy court, Cyprus Mines used the insurance to fully resolve the case. Cyprus Mines and the insurers also settled several other cases and secured delays or dismissals in other cases. Multiple trials previously scheduled over the first half of 2020 have been postponed because of the ongoing COVID-19 pandemic. Other cases remain

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scheduled for trial in the second half of 2020, and postponed cases may be reset prior to the adversary proceeding regarding the legacy insurance, which is currently on hold.

Cyprus Mines and CAMC also have contractual indemnification rights against J&J, which J&J disputes. In June 2020, Cyprus Mines and CAMC filed a complaint in the Imerys bankruptcy case asserting that J&J was required to indemnify Cyprus Mines and CAMC for liabilities related to J&J products.

FCX believes that Cyprus Mines and CAMC each has strong defenses to legal liability and that both should have access to the legacy insurance to cover defense costs, settlements and judgments, at least until the bankruptcy court decides otherwise or the insurance is exhausted. At this time, FCX cannot estimate the range of possible loss associated with these proceedings, but it does not currently believe the amount of any such losses are material to its consolidated financial statements. However, there can be no assurance that future developments will not alter this conclusion.

Environmental
On August 5, 2020, the co-conveners of the Global Tailings Review, which included the International Council on Mining and Metals (ICMM), an industry group of which FCX is a founding member, published the first Global Industry Standard on Tailings Management (the Standard). The Standard includes 77 requirements across six key areas including the design, construction, operation and monitoring of tailings facilities, management and governance, emergency response and long-term recovery, and public disclosure. As a member of ICMM, which has endorsed the Standard, FCX will move toward implementing it and will begin undertaking an extensive, multi-year analysis of its tailings facilities to ensure conformance with the Standard. Compliance with the new Standard will require incremental future costs.

Other Matters
PT-FI and PT Smelting Export Licenses. In March 2020, PT-FI received a one-year extension of its export license through March 15, 2021, and PT Smelting (PT-FI’s 25 percent-owned smelter and refinery in Indonesia) received an extension of its anode slimes export license through March 10, 2021.

Cerro Verde Royalty Dispute. In November 2019, Cerro Verde filed a notice of intent to initiate international arbitration against the Peruvian government, which triggered a period for mandatory good faith settlement discussions. The parties were unable to find an amicable resolution and, on February 28, 2020, FCX and Cerro Verde filed international arbitration proceedings against the Peruvian government. In April 2020, SMM Cerro Verde Netherlands B.V. (SMM), another shareholder of Cerro Verde, filed a parallel arbitration proceeding under a different investment treaty against the Peruvian government.

NOTE 9. BUSINESS SEGMENTS
FCX has organized its mining operations into four primary divisions – North America copper mines, South America mining, Indonesia mining and Molybdenum mines, and operating segments that meet certain thresholds are reportable segments. Separately disclosed in the following tables are FCX’s reportable segments, which include the Morenci, Bagdad, Cerro Verde and Grasberg (Indonesia Mining) copper mines, the Rod & Refining operations and Atlantic Copper Smelting & Refining.
 
Beginning in fourth-quarter 2019, the Bagdad copper mine became a reportable segment. As a result, FCX revised its segment disclosure for the three and six months ended June 30, 2019, to conform with the current year presentation.
 
Intersegment sales between FCX’s business segments are based on terms similar to arms-length transactions with third parties at the time of the sale. Intersegment sales may not be reflective of the actual prices ultimately realized because of a variety of factors, including additional processing, timing of sales to unaffiliated customers and transportation premiums.

FCX defers recognizing profits on sales from its mines to other segments, including Atlantic Copper Smelting & Refining, and on 25 percent of PT-FI’s sales to PT Smelting, until final sales to third parties occur. Quarterly variations in ore grades, the timing of intercompany shipments and changes in product prices result in variability in FCX’s net deferred profits and quarterly earnings.

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FCX allocates certain operating costs, expenses and capital expenditures to its operating divisions and individual segments. However, not all costs and expenses applicable to an operation are allocated. U.S. federal and state income taxes are recorded and managed at the corporate level (included in Corporate, Other & Eliminations), whereas foreign income taxes are recorded and managed at the applicable country level. In addition, most mining exploration and research activities are managed on a consolidated basis, and those costs, along with some selling, general and administrative costs, are not allocated to the operating divisions or individual segments. Accordingly, the following Financial Information by Business Segment reflects management determinations that may not be indicative of what the actual financial performance of each operating division or segment would be if it was an independent entity.

Product Revenues. FCX’s revenues attributable to the products it sold for the second quarters and first six months of 2020 and 2019 follow (in millions):
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
Copper:
 
 
 
 
 
 
 
Cathode
$
1,124

 
$
959

 
$
1,961

 
$
1,818

Concentrate
749

 
1,134

 
1,598

 
2,299

Rod and other refined copper products
303

 
516

 
845

 
1,023

Purchased coppera
166

 
325

 
401

 
662

Gold
341

 
305

 
611

 
696

Molybdenum
194

 
327

 
437

 
615

Otherb
115

 
218

 
272

 
495

Adjustments to revenues:
 
 
 
 
 
 
 
Treatment charges
(75
)
 
(100
)
 
(155
)
 
(205
)
Royalty expensec
(26
)
 
(19
)
 
(46
)
 
(49
)
Export dutiesd
(16
)
 
(10
)
 
(20
)
 
(27
)
Revenues from contracts with customers
2,875

 
3,655

 
5,904

 
7,327

Embedded derivativese
179

 
(109
)
 
(52
)
 
11

Total consolidated revenues
$
3,054

 
$
3,546

 
$
5,852

 
$
7,338

a.
FCX purchases copper cathode primarily for processing by its Rod & Refining operations.
b.
Primarily includes revenues associated with cobalt and silver.
c.
Reflects royalties on sales from PT-FI and Cerro Verde that will vary with the volume of metal sold and prices.
d.
Reflects PT-FI export duties.
e.
Refer to Note 6 for discussion of embedded derivatives related to FCX’s provisionally priced concentrate and cathode sales contracts.

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Financial Information by Business Segment
(In millions)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Atlantic
 
Corporate,
 
 
 
North America Copper Mines
 
South America Mining
 
 
 
 
 
 
 
Copper
 
Other
 
 
 
 
 
 
 
 
 
 
 
Cerro
 
 
 
 
 
Indonesia
 
Molybdenum
 
Rod &
 
Smelting
 
& Elimi-
 
FCX
 
Morenci
 
Bagdad
 
Other
 
Total
 
Verde
 
Other
 
Total
 
Mining
 
Mines
 
Refining
 
& Refining
 
nations
 
Total
Three Months Ended June 30, 2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unaffiliated customers
$
20

 
$

 
$
16

 
$
36

 
$
471

 
$
106

 
$
577

 
$
683

a 
$

 
$
1,106

 
$
464

 
$
188

b 
$
3,054

Intersegment
447

 
166

 
339

 
952

c 
52

 

 
52

 
35

 
58

 
8

 
2

 
(1,107
)
 

Production and delivery
348

 
118

 
321

 
787

 
334

 
104

 
438

 
378

 
61

 
1,138

 
446

 
(854
)
 
2,394

Depreciation, depletion and amortization
43

 
13

 
33

 
89

 
88

 
14

 
102

 
124

 
15

 
6

 
7

 
15

 
358

Metals inventory adjustments

 

 
(89
)
 
(89
)
 

 
(57
)
 
(57
)
 

 
1

 
1

 

 
5

 
(139
)
Selling, general and administrative expenses

 

 
1

 
1

 
1

 

 
1

 
28

 

 

 
5

 
56

 
91

Mining exploration and research expenses

 

 
1

 
1

 

 

 

 

 

 

 

 
17

 
18

Environmental obligations and shutdown costs

 

 

 

 

 

 

 

 

 

 

 
11

 
11

Operating income (loss)
76

 
35

 
88

 
199

 
100

 
45

 
145

 
188

 
(19
)
 
(31
)
 
8

 
(169
)
 
321

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense, net
1

 

 

 
1

 
20

 

 
20

 
1

 

 

 
1

 
92

 
115

Provision for (benefit from) income taxes

 

 

 

 
29

 
16

 
45

 
78

 

 

 
1

 
(28
)
 
96

Total assets at June 30, 2020
2,697

 
794

 
4,404

 
7,895

 
8,515

 
1,631

 
10,146

 
16,848

 
1,777

 
259